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Annual Reporting Requirements: Pennsylvania Taking the Majority Approach Starting in 2024

3/30/2023

8 Comments

 
By: Matthew C. Cooper

​Pennsylvania will soon be joining the ranks of the majority of states in the nation requiring business entities organized under its laws to file annual reports to confirm their continued existence. Pennsylvania Act 122 took effect on January 2, 2023 (“Act 122”), repealing Pennsylvania’s unique (and often overlooked) decennial report requirement, and replacing it with a reporting system requirement that aligns with the leading approach taken throughout the United States – filing an annual report.


Previously, business entities/associations were only required to file a report with the Pennsylvania Bureau of Corporations and Charitable Organizations (“Corporation Bureau”) on a rolling ten-year basis (2001, 2011, 2021, etc.) unless the entity/association had made certain filings with the Corporation Bureau within the previous ten-year cycle. Now, new Section 146 will require an annual reporting requirement for Pennsylvania business entities/associations. This aligns with the approach taken by virtually almost every other state in the country.


Who Will Be Required to File an Annual Report?
The new annual reporting requirement will apply to (i) all registered foreign associations and (ii) the following Pennsylvania domestic business entities:
  • business corporations;
  • nonprofit corporations;
  • limited liability partnerships;
  • electing partnerships that are not limited partnerships;
  • limited partnerships (including limited liability limited partnerships);
  • limited liability companies (LLCs);
  • professional associations; and
  • business trusts.
  • all registered foreign associations

When Does the Annual Report Filing Requirement Take Effect?
2024. However, Act 122 includes a phase-in period of administrative penalties for failing to file annual reports until 2027 (see below for further discussion).

What Are the Filing Deadlines?
For Profit & Nonprofit Corporations - June 30th
LLCs - September 30th
​All Others - December 31st
​
What Information Will the Annual Report Include?
The annual report will include the following:
  • business name;
  • jurisdiction of formation;
  • registered office address;
  • name of at least one director, member or partner;
  • names and titles of the principal officers;
  • address of the principal office; and
  • entity number issued by the Pennsylvania Department of State.

What is the Cost of Filing the Annual Report?
Non Profit Corporations - $0.00
​All Others - $7.00

​Can Annual Reports be Filed Online?
Yes, annual reports can be filed online at Business Filing Services: https://file.dos.pa.gov.

What Are the Consequences of Failure to File an Annual Report?
Act 122 includes a phase-in period of administrative penalties for failing to file annual reports until 2027. Beginning in 2027, entities that fail to file annual reports will be subject to administrative dissolution/termination/cancellation.

If a domestic filing entity fails to file its annual report and finds that it has been dissolved/terminated, it may file an application for reinstatement, which must be accompanied by the required reinstatement fee and a fee for each delinquent annual report that was not previously paid. On the other hand, once a foreign registration has been terminated, the foreign association may not cure retroactively by reinstating, but instead must reregister by submitting another Foreign Registration Statement. If another entity has taken the name of the entity seeking reinstatement, the entity that has taken the name may keep the name and the entity seeking reinstatement must choose a new name.

Matthew C. Cooper is an attorney at MacElree Harvey specializing in business and corporate law. He counsels businesses of various sizes and industries through all stages of the business life cycle, including representing management and boards of directors by helping them stay compliant with the ever-changing landscape of corporate law. Matthew frequently represents businesses in private financings and mergers and acquisitions, and is a trusted adviser to lenders and borrowers in commercial lending transactions. If you have any corporate or business law needs, please contact Matthew C. Cooper at (610) 840-0279 or [email protected].
8 Comments
Glen Stoneman link
4/18/2023 01:33:50 pm

why they cannot be domesticated) must crowd out enormous amounts of resources as well as making life just too dangerous. How free can poor subsistence farmers feel to innovate or invest when their every movement is hemmed in by an open zoo?

Reply
David Blake link
4/18/2023 03:42:27 pm

Will require an annual reporting requirement for Pennsylvania business entities associations. This aligns with the approach taken by virtually almost every other state in the country. Thank you, amazing post!

Reply
Thomas Chavez link
4/29/2023 10:53:14 am

The report requirement, and replacing it with a reporting system requirement that aligns with the leading approach taken throughout the us filing an annual report. I truly appreciate your great post!

Reply
Philz Landscaping & Contracting LLC link
7/13/2023 04:13:31 pm

As a reader, I find it interesting that Pennsylvania has updated its reporting requirements for business entities. They have transitioned from a decennial report to an annual reporting system, aligning with the majority of states in the nation. This change aims to simplify reporting obligations and bring consistency to the process.

Reply
Hailey Garcia
6/9/2024 06:58:17 pm

My name is Hailey Garcia and I am from New Jersey. My herpes virus turned to war after 2 years of living with it. I have tried different medical procedures to cure my herpes but to no avail. Most people think herpes is only a minor skin irritation of which herpes has long term effects on health and passes through the bloodstream and can be easily contracted through sexual intercourse. I knew I had herpes from the first day I started feeling itchy in my pubic area and the pain was very unbearable. I couldn't stand it anymore. After 2 years of trying other means to get rid of it, I had to contact Doctor Odunga to help me with a permanent cure. I saw his email and whats-app number from a testimony I read online from a lady who was also helped by him in curing infertility problems, I had faith and contacted him. He assured me of his work and I ordered his herbal medicine. Within 5 days, I didn't feel any pain anymore and within 2 weeks, my skin was all cleared and smooth. I am very grateful to you sir and I write this testimony as others have done to bring those having faith to you sir. If you have herpes or other similar disease and you want it cured, kindly contact Doctor Odunga, Whats-App (wa.me/+2348167159012) OR Email [email protected]


🛑 PERMANENT SOLUTION FOR TREATMENT, CURE & PREVENTION OF THE FOLLOWING :❗❗

🛑Kidney Failures
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🛑Sexual Dysfunction
🛑Period Pain
🛑 Dementia
🛑 Parkinson's
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🛑Fibroids/Cysts
🛑 Epilepsy
🛑Stroke
🛑Cancer
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Reply
william wirtz
8/1/2024 08:19:08 pm

I recommend you to get your herbal medicine through Herbal Miracle Medicine . He cured me from my herpes outbreak and now I am free . All thanks for your care and giving me my life back . If you are suffering from any illness you can get your medication from Doc Moses Buba on his .
email him on ( [email protected] )
Facebook page: https://www.facebook.com/profile.php?id=61559577240930
website:https://bubaherbalmiraclem.wixsite.com/website

Reply
Manuel
10/24/2024 09:40:44 am


I promised Great Odunga to always post his testimony and I really want to say "Thank You" to everyone who supported me through the years. My name is Manuel Franco, New Berlin, Wisconsin. My story of how I won the Powerball lottery of $768.4M is a bit of a tale. I was feeling very lucky that day because I had contacted Great Odunga to help me with the winning Powerball numbers. I really had that great great feeling that I looked at the camera wanting to wink at it. I only did a tiny part of it when he told me he would give me the numbers and trusted him. He gave me the numbers after I played a couple other tickets along with it for $10. I checked my ticket after the winnings came online and saw the numbers were correct including the Power play. I screamed for about 10 minutes because it felt like a dream coming into reality. I had won $768.4M. Thank you Great Odunga. Well, his email is [email protected] and [email protected] You can also call or Whats-app him at +2348167159012 so you guys can contact him


HE CAN ALSO FIX THE FOLLOWING PROBLEMS. RELIABLE AND TRUSTED

Lottery Spell
Love/Reunion Spell
Pregnancy Spell
Protection Spell
Marriage spell
Healing/Cure spell


Contact him for any of these today:
EMAIL: [email protected] OR [email protected] also Call and WHATS-APP HIM +2348167159012.

Reply
Manuel
10/24/2024 09:41:24 am


I promised Great Odunga to always post his testimony and I really want to say "Thank You" to everyone who supported me through the years. My name is Manuel Franco, New Berlin, Wisconsin. My story of how I won the Powerball lottery of $768.4M is a bit of a tale. I was feeling very lucky that day because I had contacted Great Odunga to help me with the winning Powerball numbers. I really had that great great feeling that I looked at the camera wanting to wink at it. I only did a tiny part of it when he told me he would give me the numbers and trusted him. He gave me the numbers after I played a couple other tickets along with it for $10. I checked my ticket after the winnings came online and saw the numbers were correct including the Power play. I screamed for about 10 minutes because it felt like a dream coming into reality. I had won $768.4M. Thank you Great Odunga. Well, his email is [email protected] and [email protected] You can also call or Whats-app him at +2348167159012 so you guys can contact him


HE CAN ALSO FIX THE FOLLOWING PROBLEMS. RELIABLE AND TRUSTED

Lottery Spell
Love/Reunion Spell
Pregnancy Spell
Protection Spell
Marriage spell
Healing/Cure spell


Contact him for any of these today:
EMAIL: [email protected] OR [email protected] also Call and WHATS-APP HIM +2348167159012.

Reply



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  • Business Directory
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    • Why Not Join?
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    • Chamber Calendar
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  • COMMITTEES & GROUPS
    • ABOUT
    • SCC Young Business Leaders
    • COMMITTEES >
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      • SCCCC G.R.O.W.
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      • Chester County Digital Alliance
      • Mushroom/AG Labor Crisis Task Force
  • SCCCC Education & Scholarship Fund
    • Education & Scholarship Foundation
    • Pennsylvania Free Enterprise Week
  • CIRCLE OF CHAMPIONS
    • ABOUT
    • Diamond Circle Partner >
      • Constellation Energy
      • Comcast
      • Longwood Gardens
    • Platinum Circle Partner
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      • PEECO
      • RKL LLP
      • M.Davis & Sons, Inc.
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  • Business Views Blog
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